Chemexpress(688131) 证券之星·2025-03-27 16:36Core Viewpoint - The independent director of Shanghai Haoyuan Pharmaceutical Co., Ltd. has provided a comprehensive report on their duties and responsibilities for the year 2024, highlighting their active participation in board meetings, adherence to legal regulations, and commitment to protecting shareholder interests [1][2][3]. Group 1: Independent Director's Basic Information - The independent director, Zhang Xingxian, has been serving since December 2019 and is a professor at Zhejiang University of Technology, with a background in organic chemistry [2]. - The board consists of 9 members, with 3 independent directors, meeting the legal requirements [1]. Group 2: Attendance and Participation - The independent director attended all 11 board meetings and participated in 1 annual and 3 temporary shareholder meetings during the reporting period [5]. - All proposals presented at the board meetings received approval, with the independent director voting in favor of all [5][6]. Group 3: Communication and Oversight - The independent director conducted site visits and maintained close communication with management to understand the company's operations and market conditions [6]. - The management team provided necessary support and timely updates to facilitate the independent director's duties [6]. Group 4: Key Focus Areas - The independent director reviewed related party transactions, confirming they were conducted at fair market prices and did not harm the company or shareholders' interests [7][8]. - Financial reports were disclosed in compliance with regulations, ensuring accuracy and completeness [8][9]. Group 5: Internal Controls and Compliance - The company has established a robust internal control system, adhering to relevant laws and regulations to mitigate operational risks [9]. - The independent director confirmed the reappointment of the auditing firm, ensuring compliance with legal standards [9][10]. Group 6: Financial Management and Shareholder Returns - The company managed its fundraising in accordance with regulations, ensuring proper use and disclosure of funds [10]. - The profit distribution plan for 2023 included cash dividends totaling approximately 22.56 million yuan and a stock increase of 60.15 million shares [10][11]. Group 7: Compensation and Incentives - The board approved reasonable compensation for directors and senior management, aligning with industry standards [12]. - The company implemented stock incentive plans to attract and retain talent, ensuring compliance with relevant regulations [15]. Group 8: Overall Assessment - The independent director emphasized the company's effective governance and operational compliance, contributing positively to decision-making processes [17][18]. - The transition to new independent directors was managed smoothly to maintain governance continuity [18].